Friendship is Magic meets H.P. Lovecraft. The Great and Powerful Trixie stumbles upon the Necronomicon. Now the dead are walking and the city R'lyeh is rising. Can Trixie and all of Ponyville defend against nameless horrors from beyond their world?

It was after midnight in Equestria, and everypony in Canterlot was fast asleep under Princess Luna's beautiful night ... that is, except for one.

High above the tallest towers, a lone dark cloud slowly crawled towards the center of Canterlot. No one would suspect that, lying down in its fluff was a dark-blue unicorn with an elegant silver mane. She wore a cape and wizards hat decorated with stars that blended perfectly in the night sky. It was none other than the Great and Powerful Trixie.

Or at least that's what everypony used to call her. She used to be the jewel of all Equestria (even if some ponies were too ignorant to realize it). But then she had to go to Ponyville and have a bunch of know-nothing hecklers scoff at her magnificent performance. Not only that, but some hapless nitwits released an Ursa Minor in town, just so she could humiliate herself when she failed to vanquish it, giving that purple unicorn (whatever her name was) all the glory. The fact Trixie may have stretched the truth a tiny bit and said she had defeated a full grown Ursa Major before and saved Hoofington from certain destruction was purely incidental. The shame of it forced Trixie to leave town like a fool.

She glared resentfully down at the streets below. Those country bumpkins were probably still laughing about it, all these months later. Just thinking about it made her blood boil.

"How dare they mock me? The Great and Powerful Trixie!" She shouted, only to quickly cover her mouth when she remembered she was trying to be stealthy. She listened for any sign she had been heard, but there was only silence.

"Well, they'll all see," she said much quieter. "There is nothing Trixie the Great can't do. I just need to learn a few new tricks and they'll all come crawling back, just begging to see Trixie."

Princess Celestia's library in Canterlot was the largest in all of Equestria. There were many books on magic which everypony was welcome to study. But Trixie didn't want to learn common parlor tricks; she wanted to astound and amaze. Trixie had to find spells no one had ever seen before and put on a show in Ponyville they'd talk about for centuries. She needed something that would drop every jaw in the audience and really stick it to everyone who doubted her. When she was through, they would beg for forgiveness, and the Magnanimous Trixie would give it after they had groveled enough.

But, to do that, Trixie needed something special.

Not all parts of the library were open to everypony. There were restricted sections only accessible to Princess Celestia's inner circle. Nopony knew exactly what was in them, but there were always rumors. Ancient tomes of forgotten magic, maps to powerful artifacts that bent time and space, Princess Celestia's personal spell book ... anything like that would be enough to give that backwards town a real show.

The cloud soared over the city and finally settled near the balcony of the library. Trixie took one last look around for guards and, hesitantly, hopped off her platform as it puffed out of existence.

Trixie clomped as softly as possible along the hard, cobblestone floor. Even in the dark, she could see the full bookshelves along every wall. The musty smell of paper wafted in the air. Trixie concentrated, forcing her horn to glow like a bright white lantern to light the way.

"Let's see," said Trixie. "Restricted section ... restricted section ..." It didn't take much time for Trixie to find it. Despite Trixie expecting to hunt every corner of the library for a hidden passage, she came across a metal door clearly marked with a sign reading "Restricted Area: Employees and Royal Business Only." Trixie tried to nudge it open, only to find it locked.

Trixie snorted and rolled her eyes.

"Oh dear," she said in mock despair. "However will I enter?" Trixie smirked as her horn radiated brightly.

There was a dull creak, but the door did not budge.

Trixie glared. It must have been magic resistant. No matter. Nothing gets in Trixie's way. Trixie closed her eyes and focused harder, brightening the entire hall with white light, but to no avail. She let out a strained neigh as her horn dimmed.

Trixie thought for a moment then, drawing all her strength, she twisted around and kicked the steel gate with her hind legs. There was a dull tink as it finally cracked open. Trixie took a deep breath as she squeezed through, ignoring the sweat dripping down her mane.

"Piece ... of cake," she muttered.

The inside of the Restricted Section was not as extravagant or mysterious as Trixie imagined. It was nothing but a small, dank room with three dusty bookcases made from rotted wood. First a mundane entrance and now this, Trixie thought. Didn't any pony in this city have any sense of spectacle?

Still, after all that trouble she went through, the books had to be worth reading. Trixie galloped over and immediately pulled the old hardbacks from the shelf with her telekinesis. She squinted to read their titles in the dim light.

Trixie desperately tore through the entire room, but to her disbelief, nothing in there was related to magic at all. It was all boring histories and other garbage!

"This is impossible!" she said, as she dug through the backs of the shelves and threw books aside with her teeth. "There has to be something here! Anything!"

Finally, Trixie saw something, tucked away in the back of the bookcase, she saw a book hidden in the shadows and covered with cobwebs. The scent around it was strange, like meat left in the sun too long. It had an unusual air around it that instantly caught her eye, though she was not sure why. She pulled it down and laid it on the ground. When she put her hoof on it, it went numb.

"Hmm! Interesting!"

Even under the faint light, she could tell this was different from all the other books. It was bound in an odd, blackish-colored cloth. The words "Necronomicon" were on the cover in reddish type, surrounded by images of round, apelike faces glaring up at Trixie. Their mouths were gaped open as if they were screaming. Normally, Trixie might have been frightened by something like that, but surprisingly she wasn't intimidated. Somehow, it felt alluring, like it simply oozed magic.

"Well, well!" said Trixie. "Finally something useful."

Trixie flipped it open. For a moment, the text just looked like jumbled squiggles, but after she blinked, she was able to see it was normal writing. She must have been tired from reading in the dark too long.

On the first page was nothing but a two-line couplet.

"'That which is not dead can eternal lie,'" read Trixie aloud. "'And with strange aeons, even death may die.'" Trixie rolled her eyes. "Whatever that means."

Finally, Trixie upon a page that seemed promising. Even though the letters were in Equestrian, the words were gibberish.

"Here we go! If that's not a magic incantation, I don't know what is." Trixie laughed. "As if there was anything the Great and Powerful Trixie doesn't know."

Trixie looked for a description of the spell, but could find none. Trixie frowned. She knew better than to cast magic without knowing its effect. It was dangerous and stupid and ...

And somehow, the words were at the tip of her tongue. It was like they were begging her, taunting her, wanting her to read them. She felt the spell dance through her head, filling her with energy. She shouted the nonsensical phrase before she had a chance to stop herself.

"Ph'nglui mglw'nafh Cthulhu R'lyeh wgah'nagl fhtagn!" Her voice sounded bizarre to her own ears as it echoed down the hall. She shook her head, feeling dazed. She hadn't meant to do that ... had she? She twisted around the room, waiting to see what would happen. She waited in silence, but after all that, nothing happened.

Trixie paused, realizing her entire plan was useless now. She gritted her teeth in fury.

"Oh, I cannot believe this!" she said. "What a jip!" She stomped down on the cobblestone.

The instant she did, the pages of the Necronomicon began to move on their own. Trixie grinned.

"Alright! Now that's what the Great and Powerful Trixie is talking about!"

The pages turned faster as if blown by an unseen wind. Black sparks spewed from inside the tome. Trixie took a step back.

"Um ..."

Trixie suddenly realized the air was getting thicker. The Necronomicon began to shake on its own as lightning snared along the floor. Trixie bumped against the wall as a loud rumble filled the area.

"Oh dear."

There was a loud crack as a thunderbolt flew from the book and struck Trixie's horn. A violent jolt ran through her and her vision went white. She heard herself jabber as blinding heat burned into her skull.

A dark burst of energy shot from her head and down the hall, blasting her body backwards. Her hat fell at her side, scorched by the black magic.

After a terrifying moment thinking she was paralyzed, Trixie looked up. Her vision returned and she was shocked to see the Necronomicon floating in midair, shooting lightning at the walls and sending bits of stone everywhere. Trixie tried to close the book magically, but couldn't. She felt more resistance from it than she did from the door.

A bolt struck the bookcase, smashing it into jagged wooden chips in an instant. Just being near the book made Trixie's fur stand on end.

She felt terrified. There was nothing she could do now. If she got too close, she feared a thunderbolt would kill her.

Trixie charged from the restricted section, scooping her hat up as she fled. She galloped full tilt back up the stairs. She finally reached the balcony and, without hesitation, leapt off it.

"Come on! Come on!" she shouted as she fell. Her horn finally shimmered and formed a puffy cloud right underneat her. It took off quickly above the city. Even as she sped away, she still heard thunder. She glanced down at Canterlot to see lights flicker on. It was only a matter of time until somepony found the source of the commotion.

"Oh pony, this is not good!" said Trixie. She needed to get as far away as possible. If Princess Celestia found out she had snuck into the restricted section and ended up wrecking the whole library, Trixie could end up thrown into a dungeon or worse!

And then there was that awful book. She had never seen a spell like that before. How could she have been so stupid? That dark energy that sprung up could've been anything. What possessed her to say that incantation in the first place?

"M-maybe it's nothing. Maybe that spell just shoots lightning and it'll just top on its own, and no one will-" Suddenly, Trixie's eyes glazed over and she spoke with an odd inflection. "His sunken tomb will rise, and all will sing to his dread song."

Trixie clamped her hooves over her mouth. She hadn't meant to say that. She didn't even understand it. What had happened to her?

For the first time in a long time, Trixie remained absolutely silent as she flew into the night.

Not far outside Ponyville, in the fog shrouded graveyard most ponies dared not tread, a black bolt of lightning struck one of the many tombstones, followed by the crunch of the crunch of the hard earth shaking. The soil underneath the stones began to shift.

If anypony was around, they would have heard low moans coming from underneath the ground.

Not far from Canterlot, a ball of energy rocketed into the Equestrian Sea. Where it crashed, large bubbles began to rise to the surface. The calm waves suddenly became tumultuous as strange spires rose up from the ocean depths ...

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